ASX Announcement
1 September 2016
Amended Appendix 3B
Pantoro Limited (ASX:PNR) (Pantoro) refers to an Appendix 3B announced on 24 August 2016 (the Appendix 3B).
Due to incorrect information being provided by Pantoro’s share registry, the Appendix 3B stated 17,915,295 listed
options (exercise price $0.06, expiry 25/08/2017) were converted to 17,915,295 fully paid ordinary shares.
On 24 August 2016, 11,248,628 listed options (exercise price $0.06, expiry 25/08/2017) and 6,666,667 unlisted
options (exercise price $0.06, expiry 26/05/2018) were converted to 17,915,295 fully paid ordinary shares.
An amended Appendix 3B as released today is attached.
Enquiries
David Okeby | Company Secretary I Ph: +61 8 9215 6005 I Email: admin@pantoro.com.au
Pantoro Limited
ABN 30 003 207 467
t: 08 9215 6005 | f: 08 9220 5757 | e: admin@pantoro.com.au | w: www.pantoro.com.au
PO Box 1353 West Perth WA 6872 | Level 3, 18-32 Parliament Place West Perth WA 6005
Rule 2.7, 3.10.3, 3.10.4, 3.10.5
Appendix 3B
New issue announcement,
application for quotation of additional securities
and agreement
Information or documents not available now must be given to ASX as soon as available. Information and
documents given to ASX become ASX’s property and may be made public.
Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12
Name of entity
PANTORO LIMITED
ABN
30 003 207 467
We (the entity) give ASX the following information.
Part 1 - All issues
You must complete the relevant sections (attach sheets if there is not enough space).
1
+Class
of +securities issued or to
be issued
Fully paid ordinary shares (Shares).
2
Number of +securities issued or
to be issued (if known) or
maximum number which may
be issued
16,666,667 Shares.
3
Principal
terms
of
the
+securities
(eg, if options,
exercise price and expiry date; if
partly paid +securities, the
amount outstanding and due
dates
for
payment;
if
+convertible
securities,
the
conversion price and dates for
conversion)
Fully paid ordinary shares.
+ See chapter 19 for defined terms.
01/08/2012
Appendix 3B Page 1
4
Do the +securities rank equally Yes
in all respects from the date of
allotment with an existing +class
of quoted +securities?
If the additional securities do
not rank equally, please state:
• the date from which they do
• the extent to which they
participate for the next
dividend, (in the case of a
trust,
distribution)
or
interest payment
• the extent to which they do
not rank equally, other than
in relation to the next
dividend, distribution or
interest payment
5
Issue price or consideration
$0.06 per Share.
6
Purpose of the issue
(If issued as consideration for
the acquisition of assets, clearly
identify those assets)
16,666,667 Shares, issued on exercise of unlisted
options – exercise price $0.06, expiry 23/06/2016.
6a
Is the entity an +eligible entity
that has obtained security
holder approval under rule 7.1A?
Yes.
If Yes, complete sections 6b – 6h
in relation to the +securities the
subject of this Appendix 3B, and
comply with section 6i
6b
The date the security holder
resolution under rule 7.1A was
passed
27 November 2015.
6c
Number of +securities issued
without security holder approval
under rule 7.1
N/A.
6d
Number of +securities issued
with security holder approval
under rule 7.1A
N/A.
6e
Number of +securities issued
with security holder approval
under rule 7.3, or another
specific security holder approval
(specify date of meeting)
N/A.
6f
Number of securities issued
under an exception in rule 7.2
N/A.
6g
If securities issued under rule
7.1A, was issue price at least 75%
of 15 day VWAP as calculated
under rule 7.1A.3? Include the
issue date and both values.
Include the source of the VWAP
calculation.
N/A.
6h
If securities were issued under
rule
7.1A
for
non-cash
consideration, state date on
which
valuation
of
consideration was released to
ASX Market Announcements
N/A.
6i
Calculate the entity’s remaining
issue capacity under rule 7.1 and
rule 7.1A – complete Annexure 1
and release to ASX Market
Announcements
Rule 7.1: 40,526,526
Rule 7.1A: 63,684,366
7
Dates of entering +securities
into uncertificated holdings or
despatch of certificates
1 September 2016.
8
Number and +class of all
+securities
quoted on ASX
(including the securities in
section 2 if applicable)
Number
738,343,677
+Class
35,744,337
Listed options
exercisable at $0.06 on
or before 25/08/2017.
Fully paid ordinary
shares.
+ See chapter 19 for defined terms.
01/08/2012
Appendix 3B Page 3
9
10
+class
Number and
of all
+securities not quoted on ASX
(including the securities in
section 2 if applicable)
Dividend policy (in the case
of a trust, distribution policy)
on the increased capital
(interests)
Number
+Class
1,500,000
Unlisted options,
exercisable at $0.06
on or before
17/03/2018.
5,333,334
Unlisted options,
exercisable at $0.06
on or before
26/05/2018.
1,666,667
Unlisted options,
exercisable at $0.06
on or before
7/07/2018.
6,900,000
Unlisted employee
options, various
conversions and
dates.
2,500,000
Unlisted employee
performance rights.
The Company does not have a dividend policy.
Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of securities
34
Type of securities
(tick one)
(a)
Securities described in Part 1
(b)
All other securities
Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid,
employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible
securities
Entities that have ticked box 34(a)
Additional securities forming a new class of securities
Tick to indicate you are providing the information or
documents
35
If the +securities are +equity securities, the names of the 20 largest holders of the
additional +securities, and the number and percentage of additional +securities
held by those holders
36
If the +securities are +equity securities, a distribution schedule of the additional
+securities setting out the number of holders in the categories
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
37
A copy of any trust deed for the additional +securities
Entities that have ticked box 34(b)
38
Number of securities for which
+quotation is sought
N/A
39
Class of +securities for which
quotation is sought
N/A
40
Do the +securities rank equally in
all respects from the date of
allotment with an existing +class
of quoted +securities?
N/A
If the additional securities do not
rank equally, please state:
• the date from which they do
• the extent to which they
participate for the next
dividend, (in the case of a
trust, distribution) or interest
payment
• the extent to which they do
not rank equally, other than in
relation to the next dividend,
distribution
or
interest
payment
41
Reason for request for quotation
now
N/A
Example: In the case of restricted securities, end
of restriction period
(if issued upon conversion of
another security, clearly identify
that other security)
Number
+Class
+ See chapter 19 for defined terms.
01/08/2012
Appendix 3B Page 5
42
Number and +class of all
+securities
quoted on ASX
(including the securities in clause
38)
N/A
Quotation agreement
1
+Quotation
of our additional +securities is in ASX’s absolute discretion. ASX
may quote the +securities on any conditions it decides.
2
We warrant the following to ASX.
•
The issue of the +securities to be quoted complies with the law and is
not for an illegal purpose.
•
There is no reason why those +securities should not be granted
+quotation.
•
An offer of the +securities for sale within 12 months after their issue
will not require disclosure under section 707(3) or section 1012C(6) of
the Corporations Act.
Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be
able to give this warranty
•
Section 724 or section 1016E of the Corporations Act does not apply to
any applications received by us in relation to any +securities to be
quoted and that no-one has any right to return any +securities to be
quoted under sections 737, 738 or 1016F of the Corporations Act at the
time that we request that the +securities be quoted.
•
If we are a trust, we warrant that no person has the right to return the
+securities to be quoted under section 1019B of the Corporations Act at
the time that we request that the +securities be quoted.
3
We will indemnify ASX to the fullest extent permitted by law in respect of any
claim, action or expense arising from or connected with any breach of the
warranties in this agreement.
4
We give ASX the information and documents required by this form. If any
information or document not available now, will give it to ASX before
+quotation of the +securities begins. We acknowledge that ASX is relying on
the information and documents. We warrant that they are (will be) true and
complete.
Sign here:
Print name:
......................................................... Date: 1 September 2016
Company Secretary
David Okeby
Appendix 3B – Annexure 1
Calculation of placement capacity under rule 7.1 and rule 7.1A
for +eligible entities
Introduced 01/08/12
Part 1
Rule 7.1 – Issues exceeding 15% of capital
Step 1: Calculate “A”, the base figure from which the placement
capacity is calculated
Insert number of fully paid ordinary
securities on issue 12 months before date
of issue or agreement to issue
490,567,404
Add the following:
•
Number of fully paid ordinary securities
issued in that 12 month period under an
exception in rule 7.2
•
Number of fully paid ordinary securities
issued in that 12 month period with
shareholder approval
•
Number of partly paid ordinary
securities that became fully paid in that
12 month period
14,612,433
131,663,819
-
Note:
• Include only ordinary securities here –
other classes of equity securities cannot
be added
• Include here (if applicable) the securities
the subject of the Appendix 3B to which
this form is annexed
• It may be useful to set out issues of
securities on different dates as separate
line items
Subtract the number of fully paid ordinary
securities cancelled during that 12 month
period
-
“A”
636,843,656
+ See chapter 19 for defined terms.
01/08/2012
Appendix 3B Page 7
Step 2: Calculate 15% of “A”
“B”
0.15
[Note: this value cannot be changed]
Multiply “A” by 0.15
95,526,548
Step 3: Calculate “C”, the amount of placement capacity under rule 7.1
that has already been used
Insert number of equity securities issued or
agreed to be issued in that 12 month period
not counting those issued:
55,000,022
•
Under an exception in rule 7.2
•
Under rule 7.1A
•
With security holder approval under rule
7.1 or rule 7.4
Note on the above: On 14 July 2015 the
Company issued 3,300 convertible notes.
1,650 of the convertible notes were issued
under the Company’s 15% placement
capacity under ASX Listing Rule 7.1. All
3,300 convertible notes have been
converted into 110,000,022 equity securities
in the previous 12 months. Compliance with
ASX Listing Rule 7.1 was not required for
the conversion of convertible notes into
55,000,000 equity securities in reliance on
ASX Listing Rule 7.2 - exception 4. The
remaining converted equity securities are
listed above as they were not issued in the
circumstances contemplated in the column
to the left.
Note:
• This applies to equity securities, unless
specifically excluded – not just ordinary
securities
• Include here (if applicable ) the
securities the subject of the Appendix
3B to which this form is annexed
• It may be useful to set out issues of
securities on different dates as separate
line items
“C”
55,000,022
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining
placement capacity under rule 7.1
“A” x 0.15
95,526,548
Note: number must be same as shown in
Step 2
Subtract “C”
55,000,022
Note: number must be same as shown in
Step 3
Total [“A” x 0.15] – “C”
40,526,526
Part 2
Rule 7.1A – Additional placement capacity for eligible entities
Step 1: Calculate “A”, the base figure from which the placement
capacity is calculated
“A”
636,843,656
Note: number must be same as shown in
Step 1 of Part 1
Step 2: Calculate 10% of “A”
“D”
0.10
Note: this value cannot be changed
Multiply “A” by 0.10
63,684,366
Step 3: Calculate “E”, the amount of placement capacity under rule
7.1A that has already been used
Insert number of equity securities issued or
agreed to be issued in that 12 month period
under rule 7.1A
-
Notes:
• This applies to equity securities – not
just ordinary securities
• Include here – if applicable – the
securities the subject of the Appendix
3B to which this form is annexed
• Do not include equity securities issued
under rule 7.1 (they must be dealt with
in Part 1), or for which specific security
holder approval has been obtained
• It may be useful to set out issues of
securities on different dates as separate
line items
“E”
-
Step 4: Subtract “E” from [“A” x “D”] to calculate remaining
placement capacity under rule 7.1A
“A” x 0.10
63,684,366
Note: number must be same as shown in
Step 2
Subtract “E”
-
Note: number must be same as shown in
Step 3
Total [“A” x 0.10] – “E”
63,684,366
Note: this is the remaining placement
capacity under rule 7.1A